India Private Equity Report 2019 - Bain & Company

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India Private Equity Report 2019 - Bain & Company
India Private Equity Report 2019
India Private Equity Report 2019 - Bain & Company
This work is based on secondary market research, analysis of financial information available or provided to Bain & Company and a range of interviews
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India Private Equity Report 2019 - Bain & Company
India Private Equity Report 2019

Contents

     Executive summary: Looking back at 2018. .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . pg.1

1.   Investments: Continued momentum . .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . pg. 6

2.   Fund-raising: No lack of capital for good deals. .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . pg. 16

3.   Exits: A record year . .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . pg. 20

     About Bain’s Private Equity practice. .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . pg. 27

     About Indian Private Equity & Venture Capital Association . .  .  .  .  .  .  .  .  .  .  .  . pg. 29

     About the authors and acknowledgements. .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . pg. 31

                                                                     i
India Private Equity Report 2019

Executive Summary

Looking back at 2018
Private equity in India enjoyed an excellent year in 2018. Growth momentum continued, with invest-
ment value reaching the second-highest level of the last decade. While the usual sectors such as
banking, financial services and insurance (BFSI) continued to grow, investments also spurted in varied
sectors like consumer/retail, healthcare and energy. Consumer technology investments backed winners
in both horizontals and specific verticals, while BFSI continued to see investments in nonbanking
financial companies (NBFCs). Average deal size remained stable overall, even as deal size in consumer
tech declined almost 30%. This was largely driven by the scarcity of consumer tech megadeals like
the ones we saw in 2017, such as SoftBank’s $2.5 billion investment in Flipkart. While local and global
PE firms are still super active in the country, sovereign wealth funds (SWFs) and pension funds also
continue to invest in a variety of sectors. New asset classes, which include alternative investment
funds (AIFs), also continue to scale.

One primary way to assess investor confidence in a market is to look at exit momentum and how it is
trending. In that regard, the Indian PE market performed very well, with the highest exit values in
the last decade. This was led by the $16 billion Flipkart sale to Walmart, but exit momentum was
high even excluding that event. Consumer technology, IT and IT enabled services (ITES), and BFSI
drove most of the exit values in the last year. These are also the sectors in which investments have
grown during the past four to five years. Consumer tech and IT and ITES (including SaaS companies)
have been relatively attractive sectors for funds and have demonstrated the highest returns (multiple
on invested capital) over the last five to six years. Public-market sales were the most preferred route
of exits, although strategic sales spiked in 2018, driven largely by consumer tech exits. Overall, exit
momentum highlights investors’ confidence in the Indian ecosystem and the public markets, and
signals an overall maturation of the Indian PE landscape.

We believe there is sufficient India-focused dry powder to ensure high-quality deals don’t lack capital.
Our surveyed funds identified BFSI, consumer/retail and healthcare as attractive investment sectors
in the future. Consumer tech will also continue to see investments into scaled players. Going forward,
funds believe that cost improvement and capital efficiency will become an even more important driver
of returns. While most surveyed funds believe that returns will remain about the same, they continue
to be concerned about high (and increasing) valuations and rising interest rates.

Investments: Continued momentum
India remained a hotbed for dealmaking in 2018. Investment momentum was robust for a second
consecutive year, with total investment of $26.3 billion from approximately 793 deals during the year.
While the deal volume was higher than in 2017, the average deal size was flat. The result was a small
decline in total investment value, which still was the second-highest in the last decade.

                                                    1
India Private Equity Report 2019

Consumer tech and BFSI remain the largest sectors for investment by value, and contributed about
40% of the total deal value in the year. While consumer tech investment was still large at $7 billion, it
shrank from more than $9 billion in 2017. This is typical of the sector, where investment values have
fluctuated over the last five to six years. After a boom in 2014–15, when India saw a flurry of investments
in early-stage Internet and e-commerce companies, investment value declined in 2016 as consumer
tech companies struggled to find the right product-market fit and a path to profitability. Over the last
couple of years, the sector has staged a resurgence of sorts, with clear winners emerging in such sub-
sectors as horizontal e-tailing (Flipkart), vertical e-tailing (Bigbasket, Lenskart, Pepperfry), food (Zomato,
Swiggy) and travel/hospitality (OYO Rooms, Ola). As a result, over the past few years, we are seeing
fewer but higher-quality deals in consumer tech, with investors backing winners to scale further.

India remained a hotbed for dealmaking in 2018. Investment momen-
tum was robust for a second consecutive year, with total investment of
$26.3 billion from approximately 793 deals during the year.

The other sector to remain dominant is BFSI, which attracted almost $5 billion of investments in 2018.
As in previous years, BFSI investments were fuelled by deals in banks as well as a rising class of NBFCs
that continue to flourish in the ecosystem. NBFCs have thrived in segments that are either inaccessible
or unattractive for traditional banks. NBFC business models demand heavy infusions of capital, and
investors were ready to deploy capital in strong-performing pure-play NBFCs, housing finance com-
panies and microfinance institutions. We also witnessed increased investment activity in consumer/
retail, with multiple deals in food (Ching’s Secret, Gemini Edibles) and apparel (V-Bazaar Retail).

Competitive intensity in the market continues to increase with a growing number of funds. From 474
active participating funds in 2014–16, active players in India increased to 491 funds during 2015–17.
Consequently, investors believe that competition has increased, with local and global PE firms viewed
as the biggest competitive threats. Average deal size in 2018 was flattish. A decrease in small-ticket
deals of less than $25 million exerted upward pressure on the average deal size, but the average size
decreased for transactions greater than $100 million. Furthermore, the average deal size in consumer
tech declined approximately 30%. This was primarily due to the absence of large “Flipkart-esque” deals
(such as SoftBank’s investments of $2.5 billion in Flipkart and $1.4 billion in Paytm) that pushed up
the average size in 2017.

The top 15 deals constituted about 40% of total investment value in 2018. This is similar to the previous
year, when the top 15 deals made up 50% of total value. Clearly, most funds are valuing quality over
quantity, and dry powder is not being allowed to pile up. The number of larger deals (greater than
$50 million) increased in 2018 from 2017, though their average size came down marginally. Notable

                                                       2
India Private Equity Report 2019

large investments in 2018 included investments in HDFC Bank, Star Health and Allied Insurance,
Swiggy, OYO Rooms, Paytm and Byju’s.

As in previous years, the total share of late-stage investments and buyouts increased, with an increase
in majority deals as well. These featured a few large individual buyouts like Star Health and Allied
Insurance ($930 million) and Prayagraj Power Generation Company ($830 million).

In the coming months, funds expect further investment activity in BFSI and consumer/retail, even
though the valuations are still perceived to be high. Healthcare is another sector of rising interest,
with funds looking at players across the spectrum—pharmaceuticals, equipment, single-specialty
hospitals and clinics, diagnostics and others. Interest in technology and IT will be largely driven by
rapidly growing enterprise tech (SaaS) companies that operate out of India and sell globally.

Fund-raising: No lack of capital for good deals
The global PE industry raised $714 billion from investors during the year, the third-largest amount
on record—bringing the total capital raised since 2014 to $3.7 trillion. Buyout funds continued to draw
the biggest share of capital, but investor interest during this record stretch has been broad and deep,
benefiting a variety of funds.

Investors looking for diversification continue to be drawn to Asia-Pacific’s
relatively healthy long-term growth profile.

Investors looking for diversification continue to be drawn to Asia-Pacific’s relatively healthy long-term
growth profile. However, after a few strong years, fund-raising has slowed across the region. Only
14% of funds raised globally were focused on Asia-Pacific in 2018, compared with 23% in 2017. This
decline in fund-raising largely reflected the Chinese government’s decision to tighten rules on PE
investment, which is part of an ongoing effort to rein in debt and reduce financial risk.

However, India-focused dry powder remains healthy at $11.1 billion, indicating that high-quality deals
are not lacking capital. New asset classes like AIFs and distressed-asset management have further
grown in the Indian market, aided by government regulations and tax breaks. Funds raised by AIFs
more than doubled from approximately $2.4 billion in 2016 to approximately $5.5 billion in 2017,
and are estimated to have exceeded $7 billion in 2018. The number of AIFs registered in India almost
doubled from 268 in 2016 to 518 as of February 2019.

Fund-raising will continue being a key priority for most investors in India, although most expect it to
become more challenging in the next 12 months.

                                                     3
India Private Equity Report 2019

Exits: A record year
An excellent year for exits signalled investor confidence in the Indian ecosystem and healthy public
markets. Exits have increased consistently in the last two years, and totaled 265 exits valued at nearly
$33 billion in 2018. Almost half of this exit value resulted from the Flipkart sale to Walmart. However,
even excluding the Flipkart exit, 2018 was one of the best years for exits in the last decade.

Exits increased in most sectors, with consumer tech, IT and ITES, and BFSI as the primary contributors
to exit values. A few large exits dominated in 2018, with the top 10 exits accounting for 70% of total
exit value. Apart from Flipkart, these included Intelenet Global Services Pvt. (Blackstone), GlobalLogic
(Apax), Star Health and Allied Insurance (multiple funds) and Vishal Retail (TPG).

The public market remained the most preferred mode for exits—though there was a spike in strategic
exits, primarily driven by consumer tech. Over the last five years, funds have made reasonable returns
across most sectors, with consumer tech, IT/enterprise tech and BFSI having the highest multiples
on invested capital.

Top-line growth and cost and capital efficiency are expected to be the biggest creators of future value,
according to our survey of investors. Exits which haven’t been as successful have been attributed pri-
marily to management issues and macroeconomic headwinds. Keen buyers and strong management
teams stood as major contributors to successful exits. A majority of our survey respondents felt that
net returns in the next three to five years will stay in the same ballpark as today.

Given how India’s economy is poised for growth in the coming year, and with capital markets on an
upswing, many more exits are expected during the next few months. However, rising valuations and
interest rates continue to pose concern for most investors.

                                                     4
1.
                     • Private equity deal volume in India rose for the
                       second straight year, and while the average deal
                       size declined slightly from the prior year, the .
                       total value of $26.3 billion in 2018 was the
                       second-highest of the last decade.

                     • The top 15 deals constituted about 40% of total
Investments:
                       deal value, demonstrating that most funds are
Continued momentum     valuing deal quality more than quantity. The num-
                       ber of deals greater than $50 million increased
                       from the previous year.

                     • The consumer tech and banking, financial services
                       and insurance (BFSI) sectors represented about
                       40% of total deal value. Overall value declined
                       for consumer tech, which has seen fewer but
                       higher-quality deals in recent years. BFSI invest-
                       ments were concentrated in banks and a rising
                       class of nonbanking financial companies.

                     • The number of active participating funds continued
                       to grow, and investors expect local and global
                       PE firms to provide the biggest competitive
                       threats in 2019.

                     • Over the next few years, investors see attractive
                       opportunities in financial services and consumer/
                       retail, even though valuations are perceived to
                       be high. Interest is also strong in healthcare and
                       technology.
India Private Equity Report 2019

Figure 1.1: Investment momentum continued in 2018, with total investment value being the second-
highest in the last decade
Annual VC/PE investments in India ($B)

       30
                                                                                                                                          26.8        26.3

                                                                                                            22.9
                                                                                                                                                      Q4

       20
                                                                                                                           16.8
                                                14.8                                         15.1
                                                                                                                                                      Q3
                                                                              11.8
                                 9.5                           10.2
       10
                                                                                                                                                      Q2
                  4.5
                                                                                                                                                      Q1

        0
                 2009             10             11             12             13             14              15            16             17         18

Number            216            380            531            551            696            800           1,049           976            700         793
of deals
Notes: Includes real estate, private investment in public equity, and venture capital deals; deal volume includes deals where deal value is unknown
Source: Bain PE deals database

Figure 1.2: Deal volume increased in 2018, and deal value declined slightly

                            Deal volume                                                                              Deal value

PE/VC deals in India                                                                    PE/VC investments in India ($B)

                                 13%                                                                                    –2%

                                                       793                                             26.8                                  26.3
                 700

                2017                                   2018                                           2017                                   2018

Note: Deal volume includes deals where deal value is unknown
Source: Bain PE deals database

                                                                                 7
India Private Equity Report 2019

Figure 1.3: Although its value declined in 2018, consumer tech is still a large segment, while .
consumer/retail, energy and healthcare contributed to growth
PE/VC deals by sector ($B)
30
      26.8                                                                                                                                      1.8      26.3
25                                                                                                                                   1.5
                                                                                                                          1.0
                 –2.3                                                                                           1.0
                           –1.8                                                           0.3       0.3
20                                   –1.7       –0.3      –0.1      –0.2       0.0

15

10

 5

 0
      2017                 Real              Shipping              Media                Banking,              Manu-                 Energy               2018
                          estate               and                  and                 financial            facturing
                                             logistics         entertainment            services,
                                                                                       insurance
             Consumer              Telecom               Other                IT and            Engineering            Healthcare            Consumer/
             technology                                                        ITES                and                                         retail
                                                                                                construction
Note: Other includes areas such as education, sports, hospitality and talent management
Source: Bain PE deals database

Figure 1.4: Investments in consumer tech fluctuated over the years, booming in 2014–15 and .
rebounding over the last couple of years
Annual PE/VC Investments                                                                                                           CAGR                 CAGR
                                                                                                                                 (2012–18)            (2016–18)
             $10B           $12B            $15B            $24B           $17B            $27B            $26B          Overall: 17%                    24%
100%
                                                                                                            Other                            By sector

                                                                                                       Real estate                     –5%               9%
     80                                                                                               IT and ITES                       4%             –14%
                                                                                                       Healthcare                          7%            28%
                                                                                                           Energy                      31%               42%
     60
                                                                                                       Consumer/
                                                                                                         retail                        28%               112%

                                                                                                           Banking,
     40                                                                                                    financial
                                                                                                           services,                   34%               21%
                                                                                                          insurance

     20
                                                                                                       Consumer
                                                                                                       technology
                                                                                                                                       38%               47%

     0
             2012             13              14              15             16             17               18

Source: Bain PE deals database

                                                                               8
India Private Equity Report 2019

Figure 1.5: BFSI investments consist largely of deals in banking and nonbanking financial companies

Annual PE/VC investments in banking, financial services and insurance

                                  ~$5B                                                         Company                                                    Value ($M)
100%
                            Asset management
                                  Stocks                                                       HDFC Bank                                                       1743

    80                         Insurance                                                       RattanIndia Finance                                              200

                                                                                               Kotak Mahindra Bank                                              198
    60
                 Nonbanking financial companies
                                                                                               IDFC Infrastructure Finance                                      135

    40
                                                                                               JM Financial Credit Solutions                                    120

    20                              Banking                                                    Five Star Business Finance                                       100

                                                                                               Fusion Microfinance Pvt. Ltd.                                     75
     0

Note: Includes only deals of more than $10 million
Sources: Bain PE deals database; literature search

Figure 1.6: The top 15 deals represent about 40% of total PE deal value in 2018

 Company                             Industry                         Industry                                                                                 Value ($B)
                                     Banking, financial services,     GIC Pvt. Ltd., Azim Premji Foundation, PI Opportunities, KKR, Carmignac Gestion, OMERS
 HDFC Bank                                                                                                                                                        1.74
                                     insurance (BFSI)                 Administration
 OYO Rooms                           Consumer technology              Greenoaks Capital, Lightspeed Venture Partners, Sequoia, SoftBank Vision Fund               1.00

                                                                      DST Global, Naspers Ventures, Meituan-Dianping, Coatue Management, Tencent Holdings,
 Swiggy                              Consumer technology                                                                                                          1.00
                                                                      Wellington Management, Hillhouse Capital

 Star Health and Allied Insurance    BFSI                             Madison Capital Partners, WestBridge Capital India Advisors                                 0.93

 Prayagraj Power                     Energy                           Resurgent Power Ventures                                                                    0.83

 Vishal Retail                       Consumer/retail                  Kedaara Capital, Partners Group                                                             0.73

 Aditya Birla Retail Ltd.            Consumer/retail                  Amazon.com; Samara Capital                                                                  0.58

 Byju's                              Consumer/retail                  General Atlantic, CPP Investment Board, Naspers Ventures                                    0.54

 Ramky Enviro Engineers              Engineering and construction     KKR Asian Fund III                                                                          0.53

 Paytm                               Consumer technology              Alibaba Group, SoftBank Vision Fund                                                         0.45

 Greenko Energy Holdings             Energy                           Abu Dhabi Investment Authority, GIC Special Investments                                     0.45

 Equinox Business Parks              Real Estate                      Brookfield Asset Management                                                                 0.38

 CLP India                           Energy                           CDPQ                                                                                        0.37

 Continental Warehousing Corp.                                                                                                                                    0.36
                                     Shipping and logistics           DP World, National Investment and Infrastructure Fund
 (Nhava Seva)

 Paytm                               Consumer technology              Berkshire Hathaway                                                                          0.36

Note: Does not include deals where deal value is unknown
Source: Bain PE Deals database

                                                                                           9
India Private Equity Report 2019

Figure 1.7: The average deal size was flat overall, but shrank in consumer tech

                         Percentage of                  Average                  Average deal size ($M)
                         deals (volume)                 deal size
                                                                                             38.3            37.5            37.5
  Deal value             2017       2018           2017          2018
                                                                                                                                             26.3
                                                                                           Overall        Consumer
   $100M                  7%         9%          $388M         $274M

                                                                                                      2017                          2018
Note: Does not include deals in which the value is unknown
Source: Bain PE deals database

Figure 1.8: The percentage of investments with majority stakes increased in 2018

PE/VC investments in India, by purchase stake

100%

                                                                                                                                              >75%

    80

                                                                                                                                             50%–75%

    60
                                                                                                                                             25%–50%

    40
India Private Equity Report 2019

Figure 1.9: Late-stage investments and buyouts also increased in 2018

PE/VC investments in India, by investment stage

               $11B                 $8B               $10B               $13B                 $19B              $15B               $23B                   $22B
100%
               Other
              Pre-IPO
                                                                                                                                                        Buyout

    80

    60                                                                                                                                                   Late
                                                                                                                                                        stage

    40
                                                                                                                                                          PIPE

    20                                                                                                                                                Growth
                                                                                                                                                      stage

                                                                                                                                                        Early
     0                                                                                                                                                  stage
                2011                 12                 13                 14                  15                 16                 17                    18

Notes: Does not include real estate or energy deals; includes only deals where stake size is known; PIPE is private investment in public equity
Source: Bain PE deals database

Figure 1.10: Competitive intensity in the market is increasing as the number of participating .
funds grows
Number of active players in India                                                    Number of active players in India, by type

                                                                  491                                       309                                   491
                                              474                                    100%
                                                                                                                                                  Other
                          397
                                                                                         80

                                                                                                                                          LP institutional
       309
                                                                                         60
                                                                                                                                    LP government affiliate

                                                                                                                                           GP domestic
                                                                                         40
                                                                                                                                           GP regional

                                                                                         20
                                                                                                                                             GP global

                                                                                          0
    2012–14            2013–15             2014–16             2015–17                                   2012–14                             2015–17

Notes: An active player has made an investment in the designated time period; GP global indicates any venture capital or private equity player that is active
globally; GP regional indicates any private equity investor that focuses on deals between countries in Asia-Pacific; GP domestic focuses on one country, with very
limited presence outside; LP government affiliate is controlled by a government; LP institutional includes investment banks, asset management, financial
institutions, insurance, corporate pension funds, corporations; other includes private investors and family offices; excludes real estate and infrastructure
Source: AVCJ

                                                                                11
India Private Equity Report 2019

Figure 1.11: Investors generally agree on the broad trends in competitive intensity

How has overall competition in India changed?                                What do you see as the biggest competitive threats in 2019?

50%                                                                          60%

  40

                                                                                  40
  30

  20
                                                                                  20

  10

    0                                                                              0
        Increased          Stayed          Decreased          Increased                 Local/  Large LPs/SWFs Local        Hedge Cross-
        moderately       broadly the                         significantly             regional global investing strategic/ funds/ border
                           same                                                        PE firm PE firms directly corporate VCs investment
                                                                                                                  players            from
                                                                                                                                   overseas
Note: No one selected “significantly decreased”                                                                                    PE firms
Source: Bain private equity survey 2019 (n=31)

Figure 1.12: While investors are cautious about geopolitical risks, India’s stock market sentiment
remains strong
                                   Major stock indexes for developing countries, indexed to 100                               CAGR
                                                                                                                        Jan 2017–Jan 2019

                                                                                                                        Ibovespa Brazil 23%
52% of Indian                      160

investors feel
that recent
                                   140
macroeconomic                                                                                                           Sensex 14%
concerns and
                                                                                                                        Jakarta Stock
geopolitical                       120                                                                                  Exchange 11%
developments like                                                                                                       MOEX Russia 7%
the trade war or                                                                                                        JSE Africa 1%
slow consumer                      100
sentiment create
some risk for the
                                                                                                                        SSE China –10%
PE market in India,                  80
but 32% feel it
                                          Dec 2016
                                            Jan 17
                                            Feb 17
                                            Mar 17
                                            Apr 17
                                            May 17
                                            Jun 17
                                             Jul 17
                                            Aug 17
                                            Sep 17
                                            Oct 17
                                            Nov 17
                                            Dec 17
                                            Jan 18
                                            Feb 18
                                            Mar 18
                                            Apr 18
                                            May 18
                                            Jun 18
                                             Jul 18
                                            Aug 18
                                            Sep 18
                                            Oct 18
                                            Nov 18
                                            Dec 18
                                            Jan 19

may be an
opportunity

Sources: Bloomberg; Bain private equity survey 2019 (n=31)

                                                                             12
India Private Equity Report 2019

Figure 1.13: Indian funds expect a variety of sectors to be attractive in the next few years

What sectors do you see as most attractive for the coming                          What is your perspective on valuations of potential
few years in your focus market?                                                    targets? Are you worried about rising interest rates or
                                                                                   the possible decline of multiples?

100%                                                                               100%         Very High
                                                                                                Attractive               Yes, top issue
   80                                                                                 80
                                                                                                                           Not really
   60                                                                                 60            Fair

   40                                                                                 40

                                                                                                                        Yes, somewhat
   20                                                                                 20           High

     0                                                                                 0
         Financial     Health-         Logistics      Industrial         Agri-                Perspective on              Concern over
         services       care             and           goods,          business                valuations of              rising interest
                                        trans-          manu-                                 potential targets                rates
                                       portation      facturing
               Consumer          Tech-      E-commerce           Edu-
                product          nology      and Internet       cation
               and retail        and IT

Source: Bain private equity survey 2019 (n=31)

                                                                              13
India Private Equity Report 2019

              14
2.
                      • India-focused dry powder remained healthy at
                        $11.1 billion, the second-highest level of the
                        past decade.

                      • Throughout the Asia-Pacific region, however, PE
                        fund-raising slowed in 2018, largely reflecting
                        the Chinese government’s tighter restrictions on
Fund-raising: No
                        PE investments.
lack of capital for
                      • Alternative investment funds have become an
good deals              important source of capital.  Funds raised by
                        AIFs more than doubled from 2016 to about
                        $5.5 billion in 2017, and exceeded an estimat-
                        ed $7 billion in 2018.

                      • A majority of investors believe the fund-raising
                        environment in the next 12 months will make it
                        more difficult to source attractive deals.
India Private Equity Report 2019

Figure 2.1: Asia-Pacific-focused funds raised less capital, as renminbi-based funds grappled with
China’s new asset management rules
Asia-Pacific-focused PE capital raised by final year of close ($ billion)

              175

              150

              100

                                                                                                                                                 Other
                50                                                                                                                               Greater China—
                                                                                                                                                 other currency
                                                                                                                                                 Greater China—
                                                                                                                                                 RMB
                                                                                                                                                 Pan-Asia-Pacific
                 0
                           2013                 14                  15                 16                   17                 18

Share of global            13%                 22%                 19%                21%                   23%               14%
   fund-raising

Notes: Includes regional and country funds; excludes real estate and infrastructure
Source: Preqin

Figure 2.2: India-focused dry powder is more than adequate and will ensure that high-quality
deals will not lack capital
Dry powder from India-focused funds ($B)

                                                                                                                                              11.7
                                                                                                                                                            11.1
                  10.1                                     10.1
                                9.7           9.5
                                                                                        8.7                                      8.6
                                                                                                                   8.4
     7.9                                                                  8.1
                                                                                                      7.1

    2007             08          09            10            11           12            13            14            15            16           17               18

Notes: Value excludes real estate and infrastructure; figures as of December of each year; capital for India also includes regional allocations by global and
Asia-Pacific-level funds
Source: Preqin

                                                                                 17
India Private Equity Report 2019

Figure 2.3: Alternative investment funds continue to gain relevance, more than doubling in value
over the last two years
Number of registered AIFs in India                                                        Annual funds raised by AIFs in India ($B)

                                                                                                                                                          ~7.0
                                                               518

                                                                                                                                           ~5.5

                                             268

                          188                                                                                                ~2.4

        121                                                                                                   ~1.5
    Category IIl
    Category II                                                                                 ~0.7

    Category I

        2014               15                16            Feb 2019                            2014            15             16             17            18

Notes: Annual funds include only incremental funds raised in the period; 2018 total extrapolates June 2018 data to 12 months; Category I invests in start-up or
early-stage ventures, social ventures, SMEs, infrastructure or other areas that the government or regulators consider socially or economically desirable;
Category II includes AIFs that do not fall into Category I or III and do not undertake leverage or borrowing except to meet day-to-day operations; Category III
includes AIFs that employ diverse or complex trading strategies and may employ leverage, including investment in listed or unlisted derivatives
Source: SEBI

Figure 2.4: Fund-raising in 2019 is expected to become more challenging than in 2018

Is it getting more difficult to source attractive deals                              How was the fund-raising environment in 2018, and how
compared with 12 months ago?                                                         do you expect it to change in the next 12 months?

Share of respondents selecting each option                                           Share of respondents selecting each option

60%                                                                                  100%
                                                                                                                                               Very challenging

                                                                                        80

  40                                                                                                                                           Somewhat more
                                                                                        60                                                     challenging

                                                                                        40
  20
                                                                                                                                               As is
                                                                                        20

                                                                                                                                               Easier
    0                                                                                     0
         Same          Easier         More Much more              Much                               2018                Next 12
                                     difficult difficult          easier                                                 months

Source: Bain private equity survey 2019 (n=31)

                                                                                18
3.
                       • Exits have increased consistently in the last two
                         years in India, with 265 exits in 2018 valued at
                         nearly $33 billion. Even excluding the $16 bil-
                         lion Flipkart sale to Walmart, it was one of the
                         strongest years for exits in the last decade.

                       • Consumer tech, IT and IT enabled services, and
Exits: A record year
                         BFSI were the biggest contributors to exit values.
                         The 10 biggest exits accounted for 70% of total
                         exit value.

                       • Most sectors have earned reasonable returns on
                         exits over the past five years, with consumer
                         tech, IT/enterprise tech and BFSI reaping the
                         highest multiples on invested capital.

                       • Investors attributed successful exits to strong
                         management teams and keen buyers. Manage-
                         ment issues and macroeconomic headwinds
                         were cited in exits that weren’t so successful.

                       • Over the next five years, investors believe that
                         top-line growth and cost and capital efficiency
                         will be the biggest value creators for deals they
                         exit. Investors generally expect small to moder-
                         ate changes in net returns over that period.
India Private Equity Report 2019

Figure 3.1: India PE exits boomed in the last couple of years, with half the value in 2018 coming
from the $16 billion Flipkart sale
Annual PE/VC exits in India ($B)
                                                                                                                                                          32.9

                                                                                                                                        15.7

                                                                                                           9.4             9.6
                  6.6                                 6.8               6.8               6.0
                                    4.1

                 2010                11               12                13                14               15              16           17                18

Number            123               88               115               164                193              213            197           211       26%     265
of deals

Notes: Includes real estate and infrastructure exits; no filter on exit value has been applied to the overall figures
Source: Bain PE exits database

Figure 3.2: Exit momentum picked up significantly across sectors, including the $16 billion .
Flipkart deal
Exit volume in India                                                            Consumer tech and IT–ITES had the most exits
                                 26%
                                                  265                                                            Exit value ($B)             Exit volume
                 211
                                                                                Sector                           2017   2018     CAGR    2017      2018    CAGR

                                                                                Banking, fin. serv., insurance    2.9    2.6     –13%     35        40      14%
                                                                                Consumer technology               2.9   17.9     494%     24        53      121%

                                                                                Consumer/retail                   0.6    1.6     200%     17        28      65%

                                                                                Energy                            0.8    1.8     117%         8     11      38%
                 2017                            2018
                                                                                Engineering and construction      0.1    0.7     404%         5      9      80%
                                                                                Healthcare                        1.7    1.0     –41%     23        25          9%
Transaction value of exits in India ($B)
                                                                                IT and IT enabled services        1.8    3.4      99%     20        36      80%

                                 110%                                           Manufacturing                     0.6    1.5     139%     19        31      63%
                                                 32.9
                                                                                Media and entertainment           0.3    0.1     –69%         5      5          0%

                                               Flipkart                         Real estate                       1.2    1.1      –9%     25         6      –76%
                 15.7                                                           Shipping and logistics            0.3    0.5      69%         6      9      50%
                                                                                Telecom                           2.0    0.5     –73%         5      3      –40%
                                                                                Other                             0.5    0.3     –47%     19         9      –53%
                                                                                Total                            15.7   32.9     110%     211      265      26%
                 2017                            2018

Source: Bain PE exits database

                                                                                   21
India Private Equity Report 2019

Figure 3.3: A few large exits dominated, with the top 10 exits accounting for 70% of total exit value

Top 10 exits in 2018

 Target                         Exiting firm                                                            Sector                                       Value ($M)      Route
                                GIC, Kalaari Capital, Tiger Global, IDG Ventures India, Accel India,
 Flipkart                                                                                               Consumer technology                            ~16,000       Strategic sale
                                PremjiInvest, SoftBank, Sofina, Naspers, Others

 Intelenet Global Services
                                Blackstone Advisors India Pvt. Ltd.                                     IT and IT enabled services                     ~1,000        Strategic sale
 Pvt. Ltd.

 RMZ Corp.                      Baring Private Equity Partners India; Qatar Investment Authority        Real estate                                    ~1,000        Buyback

 GlobalLogic                    Apax Partners                                                           IT and ITES                                     ~960         Secondary sale

 Star Health and Allied         Tata Capital, Sequoia Capital India, ICICI Venture, Apis Partners,
                                                                                                        Banking, financial services, insurance          ~930         Secondary sale
 Insurance Company              Tata Capital Growth Fund, Others

 Orange Renewable               AT Capital Pte. Ltd.                                                    Energy                                          ~850         Secondary sale

 Vishal Retail                  TPG Capital                                                             Consumer/retail                                 ~730         Secondary sale

 Ostro Energy                    Actis                                                                  Energy                                          ~700         Strategic sale

 GMR Airports Holding           Standard Chartered PE, JM Financial, SBI-Macquarie                      Other                                           ~480         Buyback

 Indus Towers                   Providence                                                              Telecom                                         ~450         Strategic sale

Note: Total deal value for Ostro Energy estimated at $1.5 billion to $1.6 billion
Source: Bain PE exits database

Figure 3.4: Public-market sales were the most common exit mode, while strategic sales were the
primary exit mode for consumer tech
Number of exits                                            Number of exits, 2018

               169           211           265                          53          40   36        31     28       25       11       9           9       9       6     5        3
100%                                                       100%
                                         Buyback

    80                                   Strategic              80
                                           sales

    60                                                          60
                                         Secondary
                                           sales
    40                                                          40

    20                                    Public                20
                                          market
                                          sales

      0                                                           0
             2016            2017          2018                   Consumer           IT and        Consumer       Energy          Other            Real       Telecom
                                                                  technology          ITES           retail                                       estate
                                                                           Banking,         Manu-           Health-    Engineering      Shipping       Media and
                                                                           financial       facturing         care         and             and        entertainment
                                                                           services,                                   construction     logistics
                                                                          insurance
Notes: Represents exits where value was reported or available; the list of sectors is not exhaustive
Source: Bain PE exits database

                                                                                          22
India Private Equity Report 2019

Figure 3.5: Consumer tech, enterprise tech and BFSI have had highest returns over the last five
years and remain attractive sectors for future investments
Multiple on invested capital for exits, January 2012–June 2018

                        5.7

                                      4.6

                                                   3.7
                                                                3.5                                                                                       3.3
                                                                            3.0
                                                                                         2.7
                                                                                                      2.2          2.0
                                                                                                                                1.7         1.7

                    Consumer Enterprise Banking,      Manu-               Health-     Logistics     Energy Consumer/           Real       Telecom      Overall
                    technology technology     fin.   facturing             care                              retail           estate
                                           services,
                                          insurance
   Average deal          43           146          69           70           62          26            52          44           46          256          ~70
      size ($M)
Average holding         4.7           5.4          4.4          5.2         5.3          4.2          6.2          5.1          4.5         6.0           ~5
  period (years)

Notes: MoIC = (distributions + unrealized value)/paid-in capital; simple average of MoICs considered; overall MoICs available for about 30% of exits from 2012–18
Source Bain PE deals database

Figure 3.6: Investors say that in five years, top-line growth and cost/capital efficiency will create
the most value for exited deals
What were the biggest drivers of returns on deals you exited? How do you see things changing in 5 years?

Share of respondents selecting each option

100%

    80

    60

                      In
           Today       5
    40
                    years

    20

     0
              Top-line            Cost improvement                Multiple                     M&A                    Leverage                    Other
               growth            and capital efficiency          expansion

Source: Bain private equity survey 2019 (n=31)

                                                                               23
India Private Equity Report 2019

Figure 3.7: Respondents saw attractive exit opportunities in the past year and think net returns will
change little over the next few years
How easy was it to exit portfolio companies over the                       How do you think your net returns will evolve in the
last 12 months for your fund in your geography?                            next 3–5 years?

80%                                                                         40%

  60                                                                           30

  40                                                                           20

  20                                                                           10

    0                                                                           0
           Saw some               Saw limited          Saw lots of                   Returns     Returns will Returns will Returns will Returns will
          attractive exit        attractive exit      attractive exit               will remain   decrease     increase      increase     decrease
          opportunities          opportunities        opportunities                   similar   (–2% to –4%) (2% to 4%) significantly significantly
                                                                                     (+/– 1%)                              (5% or more) (–5% or more)

Source: Bain private equity survey 2019 (n=31)

Figure 3.8: Keen buyers and strong management teams were the major contributors to successful exits

Share of respondents who cited these factors as contributing to deal success

60%

  40

  20

    0
        Very clear and         Very strong         Strong market          Increased      Successful entry Meaningful cost                Other
         keen buyers           management              growth           market share      into adjacent reduction or other
            at exit                                                     due to strong       products,     source of margin
                                                                         competitive      customers, or        growth
                                                                         advantage        geographies

Source: Bain private equity survey 2019 (n=31)

                                                                          24
India Private Equity Report 2019

Figure 3.9: Management issues and macroeconomic headwinds were cited most often in less-.
successful exits
Share of respondents who cited these factors in less-successful deals

60%

  40

  20

    0
         Management issues                Macroeconomic   Unfavourable/unforeseen        Misunderstood       Unrealistic margin
        (capability, bandwidth,             headwinds     disruption in the industry   growth opportunity   improvement baked
             alignment)                                   or competitive dynamics         in diligence           in to plan
                                                               after the close

Source: Bain private equity survey 2019 (n=31)

                                                                  25
India Private Equity Report 2019

              26
India Private Equity Report 2019

About Bain’s Private Equity practice

Bain & Company is the management consulting firm the world’s business leaders come to when they
want enduring results. Together, we find value across boundaries, develop insights to act on and en-
ergise teams to sustain success. We’re passionate about always doing the right thing for our clients,
our people and our communities, even if it isn’t easy. Bain advises clients on strategy, operations,
technology, organisation, private equity, and mergers and acquisitions. We develop practical, custom-
ised insights that clients act on and transfer skills that make change stick. Founded in 1973, Bain has
57 offices in 36 countries as well as deep expertise and a long client roster across every industry and
economic sector. Our clients have outperformed the stock market 4 to 1.

Bain is also the leading consulting partner to the private equity industry and its stakeholders. Private
equity consulting at Bain has grown eightfold over the past 15 years and now represents about
one-quarter of the firm’s global business. We maintain a global network of more than 1,000 experi-
enced professionals serving PE clients.

In India, we have a leadership position in PE consulting and have reviewed most of the large PE
deals that have come to the market. Our practice is more than triple the size of the next-largest con-
sulting firm serving private equity firms both globally and within India.

Bain’s work with PE firms spans fund types, including buyout, infrastructure, real estate and debt.
We also work with hedge funds, as well as with many of the most prominent institutional investors,
including sovereign wealth funds, pension funds, endowments and family investment offices. We
support our clients across a broad range of objectives:

Deal generation. We help develop differentiated investment theses and enhance deal flow, profiling
industries, screening companies and devising a plan to approach targets.

Due diligence. We help support better deal decisions by performing due diligence, assessing perfor-
mance improvement opportunities and providing a post-acquisition agenda.

Immediate post-acquisition. We support the pursuit of rapid returns by developing a strategic blue-
print for the acquired company, leading workshops that align management with strategic priorities
and directing focused initiatives.

Ongoing value addition. We help increase a company’s value by supporting revenue enhancement
and cost reduction and by refreshing strategy.

Exit. We help ensure funds maximise returns by identifying the optimal exit strategy, preparing the
selling documents and prequalifying buyers.

                                                    27
India Private Equity Report 2019

Firm strategy and operations. We help PE firms develop their own strategy for continued excellence
by devising differentiated strategies, maximising investment capabilities, developing sector speciali-
sation and intelligence, enhancing fund-raising, improving organisational design and decision mak-
ing, and enlisting top talent.

Institutional investor strategy. We help institutional investors develop best-in-class investment pro-
grammes across asset classes, including PE, infrastructure and real estate. Topics we address cover
asset-class allocation, portfolio construction and manager selection, governance and risk manage-
ment, and organisational design and decision making. We also help institutional investors expand
participation in PE, including through coinvestment and direct investing opportunities.

                                                    28
India Private Equity Report 2019

About Indian Private Equity & Venture Capital Association

IVCA is the oldest and most influential PE/VC Industry body in India, with the sole focus to promote
the AIF asset class within India and overseas. IVCA’s mission is to promote a healthy environment
for the growth of private equity and venture capital, which is needed to support economic growth,
good governance, entrepreneurship, innovation and job creation in India. IVCA stands for the values of
good governance, environment protection and poverty reduction through growth of the private sector.
It helps establish high standards of governance, ethics, business conduct and professional compe-
tence. We reach out to the far-flung areas of India and also stand ready to assist on a global scale to
contribute significantly.

IVCA is a nonprofit organization powered by its members. The members are influential firms from
around the world, including private equity and venture capital funds, corporate advisors, lawyers and
institutional advisors.

                                                   29
India Private Equity Report 2019

              30
India Private Equity Report 2019

About the authors

Arpan Sheth is a partner with Bain & Company in Mumbai and leads the Private Equity practice in
India. Lalit Reddy is a partner with Bain & Company in Bangalore and is a coleader of the Private
Equity practice in India. Sriwatsan Krishnan is a partner with Bain’s Mumbai office and is a leader in
the Private Equity practice in India. Aditya Shukla is a principal with Bain’s Mumbai office and is a
leader in the Private Equity practice in India.

Acknowledgements

The authors would like to thank Prithviraj Sagi for his contributions to the report.

                                                   31
Shared Ambition, True Results

Bain & Company is the management consulting firm that the world’s business leaders come
to when they want results.

Bain advises clients on strategy, operations, technology, organization, private equity and mergers and
acquisitions. We develop practical, customized insights that clients act on and transfer skills that make
change stick. Founded in 1973, Bain has 58 offices in 37 countries, and our deep expertise and client
roster cross every industry and economic sector. Our clients have outperformed the stock market 4 to 1.

What sets us apart

We believe a consulting firm should be more than an adviser. So we put ourselves in our clients’ shoes,
selling outcomes, not projects. We align our incentives with our clients’ by linking our fees to their results
and collaborate to unlock the full potential of their business. Our Results Delivery® process builds our
clients’ capabilities, and our True North values mean we do the right thing for our clients, people and
communities—always.
For more information, visit www.bain.com
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